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womblebonddickinson.com WOMBLE <br /> BOND <br /> DICKINSON <br /> April 28,2020 Womble Bond Dickinson(US)LLP <br /> 555 Fayetteville Street <br /> Suite 1100 <br /> Raleigh,NC 27601 <br /> t: 919.755.2100 <br /> t 919.755.2150 <br /> Paul H. Billow <br /> Partner <br /> Direct Dial: 919-755-2156 <br /> Direct Fax: 919-755-6098 <br /> E-mail: paul.billow@wbd-us.com <br /> VIA EMAIL <br /> Lisa G. Minter <br /> Assistant County Manager/Finance Director <br /> Lee County,North Carolina <br /> Lee County Government Center <br /> 106 Hillcrest Drive <br /> Sanford,North Carolina 27330-4021 <br /> Re: Installment Financing Agreement for Land Acquisition and Building <br /> Improvements <br /> Dear Lisa: <br /> We are delighted to serve again as bond counsel to the County in connection with the <br /> above-referenced financing. We wish to take this opportunity to set forth the scope of the <br /> services we propose to render and the terms of our engagement. <br /> ROLE OF BOND COUNSEL <br /> Bond counsel is engaged as a recognized independent legal expert whose primary <br /> responsibility is to render an objective legal opinion with respect to the due validity and tax- <br /> exempt status of the financing. We will provide all services customarily rendered by bond <br /> counsel in connection with the authorization, execution and delivery of the installment financing <br /> agreement, including (a) assistance with preparation and review of RFP form and responses <br /> thereto and negotiation of terms with the winning bidder, (b) preparation of the various notices, <br /> County Board proceedings, certificates and other legal documentation of the County, including <br /> the installment financing agreement, the deed of trust and any related financing documents, (c) <br /> rendering legal advice as to the tax consequences of the financing and (d) preparation of various <br /> closing documents and coordination of closing. <br /> Womble Bond Dickinson(US)LLP is a member of Womble Bond Dickinson(International)Limited which consists of independent and autonomous law <br /> firms providing services in the US.the Uk and elsewhere around the world Each Womble Bond Dickinson entity is a separate legal entity and is not <br /> responsible for the acts or omissions of,nor can bind or obligate another Womble Bond Dickinson entity Womble Bond Dickinson(International) <br /> Limited does not practice law Please see www womblebonddick.inson com,usllegal-notice for further details <br />